( 1 ) RULE. Mr. S. N. Shelat, Sr. counsel appears and waives service of rule on behalf of respondent. With the consent of the learned counsel for the parties matter is finally heard.

( 2 ) THE present petition arises against the order dated 12. 11. 1999 passed by the Securities and Exchange Board of India (hereinafter referred to as "the SEBI") and its confirmation by the appellate authority as per order, dated 29. 2. 2000.

( 3 ) BRIEF facts of the case are that the petitioner is a Public limited company and the respondent is SEBI constituted under the provisions of Securities and Exchange Board of India Act, 1992 (hereinafter referred to as "the Act" ). In the year 1995, a public issue was floated by the petitioner-Company wherein the prospectus was filed on 22. 3. 95 and the issue came to be opened on 20. 4. 95 and closed on 24. 4. 95 and the allotment of shares came to be made on 26. 5. 95. On 25. 7. 97 the SEBI issued show cause notice in exercise of powers under section 11b of the Act to Managing Director of the petitioner Company to show cause as to why the direction should not be issued under section 11 of the Act to refund the issue proceeds as minimum subscription of 90% was not received till the time of closure of the issue and why the company should not be barred from entering the capital market for various violations as mentioned in the show cause notice and the attempt to create a false market etc. It is the case of the prtitioner that ultimately after receipt of show cause notice letter dated 16. 8. 97 was addressed to the SEBI for supplying the preliminary investigation report made in respect to the public issue by the petitioner company and it was revealed in the said preliminary investigation that though in reality the issue was not subscribed by 90%, an artificial subscription was shown by the company. The petitioner, as per letter dated 18. 8. 97 demanded the copy of preliminary investigation report, statements recorded and it was also mentioned that the petitioners are desirous of crossexamining certain persons who have given statements. On 8. 9. 97 SEBI addressed letter to the petitioner company stating that the powers under section 11b of the Act are quasi judicial powers and not judicial powers and there is no plausible reason for crossexamining the witnesses and there is no practice of allowing the crossexamination of witnesses in the proceedings under section 11b of the Act. It was also stated that all the documents which were relied upon by the SEBI have been provided to the petitioner to enable the petitioner company to send a reply and therefore the principles of natural justice have been fully followed. Thereafter, on 15. 9. 97 the petitioner company, once again, addressed a letter requesting the SEBI to allow the petitioner to crossexamine by reconsidering the earlier decision communicated as per letter dated 8. 9. 97. On 6. 10. 97 ultimately the petitioner submitted reply reiterating the demand for crossexamination and supplying of certain statements and the petitioner also submitted reply to the show cause notice on merits contending that the statement of R. K. Agarwal is taken by the SEBI under acute pressure and disturbed state of mind and so was the case of Mr. Mukesh Mehta. It was also stated that the funds received by the company have already been used in the business and to withdraw the money at this stage is impossible and therefore the company may not be in a position to comply with the direction to refund and the company may have to be taken in liquidation and therefore the direction would be impracticable. That thereafter the hering was fixed but the petitioner did not avail of the same. It is the case of the SEBI that several opportunities were granted to the petitioner on 15. 7. 98,24. 8. 978, 23. 10. 98, 19. 11. 1998, 31. 3. 98, 29. 4. 99, 7. 6. 99, 1. 7. 99, 21. 7. 99, 30. 9. 99 and 15. 10. 99 and the matter was adjourned from time to time at the request of the peti